Resolute Holdings updates shareholder entity names

The disclosed beneficial ownership percentages range from 52.5% to 55.1% across the five reporting persons.

Available on EDGAR 11/06/2026 - 09:01 PM EST Accepted by SEC EDGAR 11/06/2026 - 09:00 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Resolute Holdings Management, Inc. (RHLD) amended its ownership disclosures to reflect ministerial changes, including entity name changes, and stated that the reporting persons did not acquire or dispose of shares. Tungsten ManCo Holder LLC and Thomas R. Knott each reported beneficial ownership of 4,107,534 shares, or 52.5%; Tungsten 2024 LLC reported 4,180,864 shares, or 53.5%; and C 323 Holdings, LLC reported 4,107,534 shares, or 52.5%. John D. Cote reported beneficial ownership of 4,308,332 shares, or 55.1%. The percentages are based on 7,819,595 RHLD shares outstanding as of November 3, 2026.

Key Figures

Beneficial ownership: 4,107,534 shares (52.5%) Beneficial ownership: 4,180,864 shares (53.5%) Beneficial ownership: 4,107,534 shares (52.5%) +3 more

6 metrics

Beneficial ownership 4,107,534 shares (52.5%) Tungsten ManCo Holder LLC

Beneficial ownership 4,180,864 shares (53.5%) Tungsten 2024 LLC

Beneficial ownership 4,107,534 shares (52.5%) Thomas R. Knott

Beneficial ownership 4,107,534 shares (52.5%) C 323 Holdings, LLC

Beneficial ownership 4,308,332 shares (55.1%) John D. Cote

Shares outstanding 7,819,595 shares As of November 3, 2026; basis for the reported ownership percentages

Key Terms

beneficially owned, shared voting power, shared dispositive power

3 terms

beneficially owned regulatory

"Aggregate amount beneficially owned by each reporting person"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power regulatory

"Shared Voting Power"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power regulatory

"Shared Dispositive Power"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RHLD shares did John D. Cote report owning?

John D. Cote reported beneficial ownership of 4,308,332 shares, or 55.1% of the class, based on 7,819,595 shares outstanding as of November 3, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

Resolute Holdings Management, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

76134H101

(CUSIP Number)

Thomas R. Knott
Tungsten ManCo Holder LLC, 445 Park Avenue, Suite 5B
New York, NY, 10022
212-256-8405

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

11/05/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

Tungsten ManCo Holder LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,107,534.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,107,534.00

11

Aggregate amount beneficially owned by each reporting person

4,107,534.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

52.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of November 3, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

Tungsten 2024 LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,180,864.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,180,864.00

11

Aggregate amount beneficially owned by each reporting person

4,180,864.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

53.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of November 3, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

Thomas R. Knott

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,107,534.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,107,534.00

11

Aggregate amount beneficially owned by each reporting person

4,107,534.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

52.5 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of November 3, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

C 323 Holdings, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,107,534.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,107,534.00

11

Aggregate amount beneficially owned by each reporting person

4,107,534.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

52.5 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of November 3, 2026.

SCHEDULE 13D

CUSIP Number(s): 76134H101

1

Name of reporting person

John D. Cote

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 126,916.00
8	Shared Voting Power 4,181,416.00
9	Sole Dispositive Power 126,916.00
10	Shared Dispositive Power 4,181,416.00

11

Aggregate amount beneficially owned by each reporting person

4,308,332.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

55.1 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

The percentage in Row (13) is based on 7,819,595 shares of Common Stock that were outstanding as of November 3, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.0001 par value per share
(b)	Name of Issuer: Resolute Holdings Management, Inc.
(c)	Address of Issuer's Principal Executive Offices: 445 Park Avenue, Suite 5B, New York, NEW YORK , 10022.
Item 1 Comment: This Amendment No. 3 to Schedule 13D (this "Amendment No. 3") relates to the Common Stock, par value $0.0001 per share (the "Common Stock") of Resolute Holdings Management, Inc., a Nevada corporation (the "Issuer") and amends the initial statement on Schedule 13D filed by the Reporting Persons on March 7, 2025 (the "Initial Statement" and, as amended by those certain Amendment No. 1 filed on March 19, 2025, Amendment No. 2 filed on August 6, 2026 and this Amendment No. 3, the "Schedule 13D"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Initial Statement. This Amendment No. 3 is being filed to reflect certain ministerial changes, including entity name changes, and not to reflect the acquisition or disposition of any shares of Common Stock by the Reporting Persons.
Item 2.	Identity and Background
(a)	See Row (1) of each Reporting Person's cover page.
(b)	The principal business office of the Reporting Persons is 445 Park Avenue, Suite 5B, New York, NY 10022.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and supplemented as specified in Annex A.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read in its entirety as found in Annex A.
(b)	Item 5(b) is hereby amended and restated to read in its entirety as found in Annex A.
(c)	None.
(d)	None.
(e)	Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Tungsten ManCo Holder LLC

Signature:	/s/ John D. Cote
Name/Title:	John D. Cote, Manager, Tungsten 2024 LLC, managing member of Tungsten ManCo Holder LLC
Date:	11/06/2026

Tungsten 2024 LLC

Signature:	/s/ John D. Cote
Name/Title:	John D. Cote, Manager
Date:	11/06/2026

Thomas R. Knott

Signature:	/s/ Thomas R. Knott
Name/Title:	Thomas R. Knott
Date:	11/06/2026

C 323 Holdings, LLC

Signature:	/s/ Thomas R. Knott
Name/Title:	Thomas R. Knott, Manager
Date:	11/06/2026

John D. Cote

Signature:	/s/ John D. Cote
Name/Title:	John D. Cote
Date:	11/06/2026